Last Chance to Dance
by AerynsFallen
Summary: Captain America makes a startling discovery. He's attracted to Agent Maria Hill. How did this happen? And what is Maria's reaction? Will he be able to get past the shield that Maria has around her heart? Or will this just be another dance he will never have and another broken heart that will never truly heal? Slightly OOC CapHill and some Natasha/Bruce in the background.
1. Chapter 1

**So a new story! I am very nervous about this one. I love the Captain America/Maria Hill pairing. Unfortunately I haven't read any Captain America or S.H.I.E.L.D. comics so I'm just winging this one. I love both characters in The Avengers movie so I just had to write a fic for them. Thanks in advance to anyone that reads this and hopefully reviews ;) I have the horrible habit of a lengthy wait between updates so I made sure that I was already writing the final chapter before posting this. The story is four chapters long, with a possible epilogue. Sorry again if the characters are OOC. **

**I guess I should post a disclaimer. I own nothing!**

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She was beautiful when she smiled. The thought surprised him. Not that she was beautiful. He had seen several beautiful women in his lifetime. No. He just thought that after Peggy, he wouldn't be able to look at another woman. Not the way he was looking at Lieutenant Hill. She was a hard woman to get close to. Just as hard to talk to. He knew most of the other Avengers didn't like her. She could be cold and he knew she didn't trust any of them and that smarted a little. Still that wasn't the reason that he couldn't talk to her. Whenever he got near her his stomach tied itself in knots and his hands began to shake. He couldn't even look her in the eye without blushing and stumbling over his words. Maria Hill made him nervous and as smart as she was, she didn't seem to realize it, yet. And for that he was eternally grateful.

He didn't notice her at first and that was probably a good thing. It wouldn't have boded well for him or his team if he was mooning over her when he should have been concentrating on more important things, like saving the world from the Chitauri. When they had been introduced he had smiled politely and shook her hand. He'd felt a strange little shock when their hands met but he'd shrugged it off. She was the same as always, coldly polite, perfunctory, and without the trace of a smile on her face. When he smiled at her, her eyes seemed to turn colder. The moments they spent together had been brief and to the point. She gave him an update on the search for the Tesseract or relayed a message from Nick Fury. As always, she called him "Sir" or "Captain". He'd told her once to call him Steve. The look on her face, a mix of incredulity and shock, had made him want to take back the offer. She was unfailingly polite in her refusal to do so. She stated that it was inappropriate and left it at that.

It wasn't until after the huge battle for Manhattan had gone down that he took notice. Almost immediately after in fact. They'd walked onto the huge carrier that was Shield's base with a sense of accomplishment and camaraderie that was only enhanced by the cheers they were met with. Only Lieutenant Hill hadn't smiled. Even Fury in all his severity managed a broad smile of welcome, a single shout of congratulations. He had known all that they could accomplish, even if they all had doubted themselves. That was what singled her out. His own joy diminished at the sight of her severe expression, compared to the laughter and relief that surrounded her, her pensive frown was more than out of place. He had the urge to make her smile. They had just saved the world, for goodness sake!

So he made it a point to approach her and offer her his biggest smile. He dared not touch her like he would any other soldier. A clap on the back didn't seem like it would be accepted. Not when her rigid body screamed 'Don't Touch'. So he smiled and made some inane comment about how good it felt knowing they had stopped the end of the world. She'd arched an eyebrow in inquiry.

"Yes sir, I imagine it might." Still, she did not smile. Not even a polite raise of her lips. It made him a little uncomfortable.

"Are you going to celebrate?" He was an idiot to still be trying to make conversation. It was clear that she did not welcome his presence by the annoyed little sigh she exhaled.

"Celebrate, sir? New York has seen significant damage, not to mention the amount of deaths brought on by the Chitauri and Loki. This will take a long time to recover from. I see no celebration in that."

He'd been taken aback by her pessimistic view. Sure he'd been thinking about all that had happened, including all the heartache Loki had caused. But now was a time to be hopeful and optimistic. They had just saved the world! She should be rejoicing in all that they had saved, not in everything they could not.

"I would imagine, Agent Hill, that the world will be pointing out what we did wrong and who we did not manage to save soon enough. But you knew, better than most, all that we risked to lose, all that could have happened but didn't. I would hope that you would feel, if not joy, relief at what we managed to stop from happening. That would be a reason to celebrate in my books."

Her glance had been cutting and direct. He'd seen the confusion on her face. Whether it had been at his insistence to talk to her or his attempt to sway her opinion, he wasn't sure.

"Captain, you are a good man. A man that just saved the world. You should go celebrate with your team. I'm sorry but I'm not in the best of moods." She paused, her lips twisting into a frown. "My family lives in New York, near the area you were fighting. I haven't heard from my brother. My mom told me that he was missing."

He'd apologized immediately; shocked at her ability to remain standing here when her family was in possible danger. He had found Barton and convinced him to fly them back to New York. Barton had taken one look at Agent Hill's face and grimaced. He might have refused but Steve was persistent, on the verge of begging. Barton knew it had to be an emergency by the urgent grip Steve had on his arm. Hill was as stoic as ever. Only Steve saw the trembling in her hand as she buckled up. It shone a new light on the woman they all called cold and unfeeling. She might hate him and his team, but she loved her family. He could respect that, even liked her for it.

It wasn't exactly then that he realized his attraction. It was the moment when they found her brother, crying on a hospital bed. She had taken one look at her brother, so young and lost-looking, and her mask had fallen. She called his name, the relief and joy that had been so absent earlier, clear on her face. Her smile had taken his breath away.

Her brother was twelve and had figured he was old enough to fight the bad guys. He'd run towards the danger he'd seen on the television. He'd been caught on the streets in the midst of the Chitauri's attack. After being ushered into a bank, they'd been threatened by the Chitauri. He was afraid he was going to die, until Steve himself had stepped in. The look Hill gave him then knocked his breath back into his chest. Relief, gratitude, joy. She was stunning in that moment, completely wrapped in her own humanity. Steve couldn't imagine a woman more beautiful.

Her brother had been unable to tell the emergency crew that had rescued him where he lived. He was deaf and no one had understood sign language. His hands had been shaking so bad from shock that he hadn't immediately been able to supply a number to call. He was uninjured and not a primary concern so he was left to himself until a translator came to see him. In the middle of all the chaos a translator had yet to be found. So he had remained alone and frightened until Maria and Steve had found him.

Barton had waited in the helicopter that entire time. Hill had not wanted him to know about her brother. Steve could see why. Barton was an assassin, a skilled killer that had been compromised by the other side. If ever he was compromised again, her brother and family would make a perfect target if anyone wanted to attack the right hand of Nick Fury. So he was kept in the dark. Steve wondered why he was allowed to know. He was just as easily corruptible. He didn't ask her. He didn't want to remind her that he was just as dangerous as Barton.

They got Michel Hill home, where Steve was profusely thanked by Maria's mom and dad. Maria had been an only child until Michel and the rest of the family doted on him. Steve accepted their gratitude with an embarrassed flush. Maria had smiled in amusement at his discomfiture. Her smile had made his hands clench and his flush deepen. He understood then that this was the woman Maria Hill was, not the cold ice queen she made herself out to be. He fell in love with her just a little at that moment.

After that she reverted to her cold demeanour. With him she was even more restrained than with anyone else. He understood. He had seen her vulnerable. Still he found himself awkward around her. He dreamt about her. Most of his dreams were pretty warm and fuzzy usually. They would hold hands, take walks on the beach. When they kissed, her lips would be gentle and leave him with a feeling of warmth low in his belly. He was almost a virgin, out of a time where courting a woman was a slow process. He used to believe in sex after marriage, in chaste kisses and warm embraces after a time apart. This present culture, with women that flaunted themselves and men that took so easily was confusing. There were women that gave themselves to men, even in his day. But those women were considered loose and were not received in polite company in most cases. Peggy had been a pioneer in his time. There had been crass talk about her, jibes aimed in her direction, a general disdain for her status as a woman in a man's field. He knew it had bothered her and he had done his best to support and comfort her. Their time together had been far too short. They had never gotten that dance he had promised.

In time, maybe he became desensitized to all the half-naked woman he saw. Maybe he began to think differently, or accept the time he found himself in. His dreams about Maria Hill soon changed. Soon innocent walks on the beach and chaste kisses became making love on the beach. That warm feeling in his stomach turned to an ache when he woke up. He woke up hard every morning he dreamt of her. It was all fueled by an innocent prank pulled by Tony Stark. He needed to use the washroom. He was in Stark towers, relaxing with the rest of the team when he had the sudden urge to pee. So he asked Tony politely where his washroom was. Tony had smiled, his flash of teeth and exuberance had alarmed Steve. He already knew that Tony liked to play pranks. Just the week before he had sent Bruce into the woman's change room. Poor Bruce had walked in unsuspecting and nearly had a heart attack when he had seen Agent Romanoff, completely naked, in the act of exiting the shower. All had turned out fairly well in that case. From what Steve had seen, Bruce and Natasha had been getting pretty cozy since then. Steve felt a flash of jealousy at that moment, wishing it was him and Maria in that particular scenario.

He followed Tony warily when he led him through a room to a washroom. Closest washroom had been his quip, at Steve's narrowed eyes. Steve conceded that it was close and he did have to go. Tony patted his back and left Steve to it, promising to lock the door on the way out. Of course he didn't, but Steve had to go that badly. Superhuman abilities also had the drawback of a superhuman need to keep fed and hydrated. Steve had already drunk four bottles of water after his morning run.

He guessed that he should be thankful that she hadn't walked in on him in the process of peeing. He might never have been able to look her in the eye again. As it was he turned towards the door just as she walked in. His hand had been in the process of putting himself back in his pants. When she walked in he froze, his heart plummeting into his shoes. She took one look at him and glanced at the toilet, seat still up. Her glance went to his hand and her eyes widened.

"Wow Captain, who knew what you were hiding under that blue uniform."

His face had gone red, even as his body reacted to the appreciative look in her eyes. He felt himself harden in response and started to sputter out apologies as he turned away from her. He had no idea why he was the one apologizing when she had been the one to walk in on him. He wanted to die in that moment and putting himself back in his pants was difficult. He was hard and aching and Steve barely resisted the urge to turn and see that look in her eye again. The look that said she wanted him. She didn't leave the room and for some odd reason, he hadn't really expected her to. If she had been from the 40s, she might have been scandalized. But she was Maria Hill, Agent of Shield and she'd probably seen more than one man unclothed. Steve gritted his teeth at that thought. He had seen only one woman naked and it hadn't even been Peggy. A one-time affair with a barroom waitress when he was still simply Steve Rogers, and not yet Captain America. It was awkward and exciting, and he came much too soon. The girl had been sympathetic and said he was the cutest guy she'd ever seen. Of course, that hadn't really stood up in the light of day when her ex-boyfriend had come back to town. He was a rough guy who had been kicked out of the army because he drank a little too much and when he drank, his fists did all the talking. He ended up in a fight with the wrong major. So the guy came back and the girl that Steve was certain he might marry went running back, with one apologetic smile over her shoulder. It seemed to say yeah you're nice and all but he's big and strong and handsome and you're…you. And Steve Rogers had been a good man, soft-spoken and quietly charming, eager to please and almost bashful when talking to a woman. But he was a small man and no matter how hard he tried he couldn't gain the muscle or weight he wanted to. No woman had ever made him feel confident enough to pursue her. With Peggy it was less about confidence and more about the fact that he wanted to be with her so much that he threw caution to the wind. She was a hell of a woman, and thanks to Dr. Erskine, he had become a man that was capable of keeping up.

He wondered briefly, in that awkward moment when he zipped himself up, if Maria Hill would have looked twice at him if she had seen him before his transformation into Captain America. Probably not. He turned around and tried not to flush as he placed his hands strategically over his lower body. She looked him up and down and smiled, which did nothing to help his situation.

"Always a pleasure to see you Captain, but can I ask why you are using my personal bathroom?" Her emphasis on personal made him flinch and start stuttering apologies. She cut him off with a raised hand.

"Stark? Stark put you up to this?"

"No Ma'am! He didn't put me up to anything. I had to use the washroom and he said this was the closest place, but I didn't know this was your bathroom. I would never have come in here if I had known it was your bathroom. I mean, not without asking. I'm really sorry." His rant came out quick and breathless and he hoped she managed to understand at least half of what he had said. Her amused smile told him she had.

"It's okay Captain."

He nodded and almost ran out the door. As he was leaving her room she stopped him with a hand on his shoulder.

"Captain, next time you want to visit my room, all you have to do is knock."

With that final enticing thought he was out the door and rushing to his room. He needed a shower, and some alone time to fantasize about what could have happened if he wasn't polite, responsible Steve Rogers, leader of the Avengers. And she wasn't Lieutenant Maria Hill, Agent of Shield, liaison to the Avengers.

His wildly erotic, and extremely embarrassing dreams started that night. Almost all of them began with Maria giving him that same smile and both of them ending horizontal, either on the beach or on the bed, and once on the floor of the jet Tony had commissioned for them.

Steve knew he was in trouble when he began looking for her face everywhere he went. When he stepped into a room, hers was the first face he sought out and his mood was dependent on if he saw her cool brown eyes staring back. His mood either soared when their eyes met or deflated the moment he realized she wasn't there. He didn't even care that she never smiled back. He still had the memory of her smile clear in his head. For the moment that was enough.

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**So what did you think? Let me know if this is worth posting some more chapters!**


	2. Chapter 2

**So it's been awhile and I truly apologize to anyone who was waiting in the least for an update. Just because it took me so long I'm going to post two chapters today to try and make up for it. Looks like this story is going to be five or six chapters, rather than the four-shot I originally intended. I'm done Chapter 4 as of right now and am trying to find that inspiration to finish Chapter 5. Special thanks to HerbertGunther, emilykay21, Proponent of EVO, Miss-Paparella and EllieMJayx for the reviews. I know the love for the CapHill pairing is rather small but I'm grateful for any support.**

**Oh...BTW I upped the rating to M because I have the word 'penis' in this chapter. Just letting you know. Please don't be offended when you get to it. **

**Disclaimer: I don't own them. If I did, I would rewrite much of comic book history. And then every comic book fan out there would hate me.**

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Maria Hill was a very controlled person. She had always been that way, even as a kid. When she was younger she did not have tea parties with her dolls. She mapped out epic battles and plotted winning strategies. She organized them in ordered lines and made sure they kept rank. She had always known she would be in the military when she was grown. It was in her nature.

She found she wasn't a leader so much as a good soldier. She followed orders without complaint. She knew right from wrong, but orders were orders and she followed them 95% of the time. That was the thing about Nick Fury. He could be pragmatic and obstinate and hard to deal with but he looked out for the greater good of the entire population. He was a bit iffy when it came to the good of the many and maybe he was all too ready to make that final sacrifice if it saved the majority. But he had a good head on his shoulders, he was mostly a good person who knew how to make the tough decisions, and he hated politics and politicians as much as she did. He had saved her from herself when it counted and she owed him more than she could repay. So she followed him with a dedication that had many speculating on their relationship. She was called his bitch, or whore. Many claimed she had no thoughts but the ones Nick Fury put in her head. She could care less what they thought. She did a good job. And she was more than willing to butt heads with Fury if the need arose. Those that knew her also knew she was her own woman, and they respected that.

Her life had an order. She would wake up, shower, dress, make her bed, eat, and brush her teeth, precisely in that order every morning. Whatever else she did was not always guaranteed. As long as she had her morning routine she could handle anything the day threw at her. Maybe she was a little obsessive-compulsive. She hadn't always been that way. Once she had been an optimist, despite her tight control. She was so eager to bring justice to a world that needed it so much. Once she had been open, as open as she had known how to be. And once she had trusted. It took a man that was her superior to steal it all away.

She had never been the little girl that dreamed of being a princess, or dreamed of her knight in shining armour. But she had believed in love. How could she not? Her parents were the proof that true love existed. Married for 29 years and still as much in love as the day they married each other. When she had met Commander James Ogden it was hero worship at first sight. He was well-known, S.H.I.E.L.D.'s own celebrity. He had led so many successful missions he was a legend. And he took her under his wing. At first hero worship gave her a deep respect for him. But as she spent more and more time with him she began to fantasize about what could be. She was young, 21 years old and idealistic. She thought it was love. He was 44, older but still handsome enough to turn heads. It was trite and completely predictable. He didn't have a wife, she could at least be grateful for that. But he had more than one girl under his spell. And when Maria found out she ended it. He didn't take kindly to her rejection. Her career was so damaged by all the lies he spread about her that it was lucky she wasn't court-martialed. As it was she was demoted, humiliated by all the stares and veiled insults and pity and sent to the farthest reach of the world possible, with a promise that she would never be stationed anywhere else. Maria had thought she was strong. She cried for the first time since she was a little girl.

She didn't see her family for almost a year. Until Nick Fury came to her remote post one day and recruited her. He didn't promise it would be easy. He didn't tell her it would be worth it. He gave her the bald truth. She was damaged goods and it would take years before anyone saw past the woman Ogden painted her to be and to the woman she could be. She had accepted his offer of a job with a determination that made him smile. It was then that she decided she would never be that weak again. She would never let anyone have that much control over her ever again.

On the surface she and Captain America should be well suited for each other. He was a soldier, just like her. He knew the importance of following orders, of hierarchy within the ranks. He knew what it meant to sacrifice. But he scared her. He scared her with his easy dominance of a situation, the way he was in his element around people. His smiles scared her; with one shy tilt of his mouth, he was breathtaking. Even when he stuttered around her he managed to be somehow endearing. One smile wormed its way past her defences better than years of flattery ever could. Yes she was aware that he had developed some sort of crush on her. His entire demeanour around her gave it away. The way his hands seemed to clench or shake. The way he always seemed to reach out to touch her arm or hand or shoulder and always pulled back at the last moment. The way his eyes seemed to shift from her eyes to her mouth and back again, when he spoke to her. Yet he was always a gentleman and he never looked below her neckline. He was sweet and polite and bashful around her when he was commanding and confident around everyone else. She hoped no one else noticed it.

She'd been pretty uncomfortable around him after the incident with Michael. She wasn't sure what had possessed her to admit that her brother was missing, to Captain America of all people. Their relationship had never been anything other than strictly professional. He wasn't quite her superior but she afforded him the respect he deserved and was twice as reserved with him than she was with anyone on his team. Yet he was an American hero. And he would be the same man without all of his abilities. The idea that he could be unchanged by all his fame scared her. Still maybe that was why she tolerated him the most, despite his position. Maybe even liked him a little. It was probably why she had blurted out her concerns the moment he had shown her any attention. He had only been trying to be polite; to share his joy with someone he had seen was not rejoicing with the rest of them. That was why she lo-liked him. He was straightforward and kind and just plain _good_. And look what that had gotten her. A man whose eye's followed her like a love-sick puppy and a strange warm feeling in her stomach that made her yearn for his closeness. The feeling scared her as much as she wanted to act on it.

Yet she remained the same around him, always polite, always distant. She called him Sir and Captain, even as he invited her to call him Steve. In the short time they had known each other the lines of their relationship were defined in a thick, uncompromising line. He was leader of the Avengers and she was an Agent of Shield. He clearly wanted her, and she kind of wanted him back, not that she would ever allow herself to admit it. She was determined to make sure their relationship remained strictly professional.

Until the night Tony Stark decided to play matchmaker.

She was tired and cranky and her body ached from the soles of her feet to the gash at the top of her head. Her last assignment had been rough on both her body and spirit and she needed something to cheer her up. So she went out and got a little bit tipsy. And came back to Stark towers right afterwards. She was not expecting to find Steve Rogers with his jeans below his ass, holding his very impressive member in his hand.

She should have walked out of the room right at that moment. She should have never have let him know that she had seen him and worse yet, she should never have let him know that she wanted him. But if she counted the amount of should haves and could haves that had occurred she would still be counting on the day she died. She was not an impulsive person, but she did have a rare reckless streak. She managed to keep her recklessness under wraps most of the time; just not when Steve Rogers was standing with his pants down in her personal bathroom. And certainly not when she had drunk as much as she had. She was only human after all. And the sight of him, all of his most private parts bared to her, when she was 90% certain she could count the number of women who had actually seen this much of him on one hand, it was intoxicating. He was beautiful and impressive. She aroused him that much was certain, even as she teased him. He wanted her and it took all her remaining control not to grab him by his penis and lead him to her bed.

So she left him with a veiled invitation she was certain she was going to regret when she was sober. And he was gone, still aroused, but very red in the face. She had no doubt where his feet would lead him. She was as aroused as he was, and erotic dreams would not do tonight. She wondered exactly what his fantasies were regarding her, even as she climaxed to the thought of Steve buried deep inside her, smooth skin slick under her hands and voice hoarse with desire. She wondered if he would call out her name when he came or gasp breathlessly. In the deepest recesses of her mind, she hoped one day to find out.

Maybe that day would come soon or never. But one moment of lapsed judgement would do more to harden her resolve to stay away from Captain America than a stern discussion with Nick Fury ever could. She was aware that they were circling a possibility that could ruin her career again and break Steve's heart. So after that night she resolved to keep away from temptation. No good could come of this attraction. Of course that plan might have worked if her attraction was the only one she was fighting. She thought she knew Captain America. But never let it be said that he never went after what he wanted, and gave up before he succeeded. He would never push, but he was damn good at presenting temptation to Maria any chance that he could. She would soon find out just how determined the good Captain could be and just how deep his feelings ran.

**So what did you think? Loved it? Hated it? I would love to know! :)**


	3. Chapter 3

**And here is Chapter Three, same day as promised! Hopefully you enjoy it! I know that everyone may seem slightly OOC. I don't really follow any comics that have any of these particular Avengers in them so I really am basing my characterization partly on the movie and how I want them to act. Thanks again for any reviews!**

**Also I apologize for an mistakes. My story is unbetaed so all mistakes are my own!**

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Steve couldn't figure Maria Hill out. Ever since the night she found him in her room, she had been colder than usual to him. He was starting to get a little bit annoyed at the cold shoulder he was getting. Even Tony had noticed, remarking that she really couldn't take a joke if she was still miffed about that little prank they had played. Steve had almost punched him at the insinuation that he had any part in the little farce that Tony had staged. Tony must have seen the sudden anger in his eyes because he had backed away slowly and retreated to his lab with a careless wave and a mutter about people and over-sensitivity.

Steve replayed the scene over and over in his head. She had wanted him that much was certain. Her invitation still rang clear in his head. He almost wanted to take her up on that offer just to see what her reaction would be. She'd more than likely reject him considering the way she was treating him now. That kept him from acting on any impulse he had to show up at her door. It scared him how much he fantasized about the moment when she would finally look at him with her gaze open, love shining in her eyes. Maybe he was being unrealistic but he didn't want to pursue her openly until he was certain that her acceptance was at the very least a possibility.

So he watched her and waited. He remained polite and he smiled at her every chance he got. He sat by her in the jet on the way to a mission and next to her in the briefing room before and after every mission. She was the first one he greeted when he entered the room and the last person he said goodnight to before he went to sleep. He casually touched her any chance he got. He did his best to be subtle, fearing too much would only scare her away; a comforting hand on her shoulder after a difficult mission, a hand on the small of her back to lead her to the dining room where they all ate, a pat on her shoulder blade in congratulations when a mission was pulled off flawlessly. The small touches were torture but he was patient. He hoped that she would become so used to his presence, to his touch, that one day she might be comfortable around him and maybe one day, she would let her guard down and let him in. He didn't hope for her love, not yet, but he nursed his own feelings of adoration until they burned in his chest.

Soon people began to notice the attention that he was paying her. Almost everyone noticed except Tony of course, and Thor. It wasn't surprising. Tony was concerned with himself, and of course Pepper. He was obtuse about anything else that didn't immediately concern either of them. Thor was his usual self and could not see what was in front of him unless it was pointed out. And since Jane was at a research facility across the country, he was too occupied with the flights between both places. Soon Steve heard forms of concern and warning, and perhaps more surprising encouragement from everyone else on the team.

The first had been Pepper. She was possibly the most perceptive person he knew. She was kept busy with Tony's antics but she still managed to pull him aside one day when they were one of the few people in the tower.

"Steve, can I talk to you for a second?"

He'd been steadily laying into a punching bag at the time. At her sudden appearance and strange request he'd suddenly punched too hard and the bag had gone flying and hit the opposite wall. He'd smiled at Pepper with chagrin and apologized. She'd waved her hand in dismissal.

"The walls are reinforced. Tony, being Tony, can get a little carried away."

"I don't doubt that ma'am, "he managed with a grin. "What is it you want to talk to me about? Is it about a mission?"

"Please call me Pepper. Ma'am just makes me feel uncomfortably old." She grinned to indicate she was only teasing. Her smile faded a little as she cleared her throat. "As for what I came here for…it's not a mission. I just…wanted to know what your intentions were regarding Agent Hill?" Her tone had been soft, void of any judgement and compassion was clear in her eyes.

Still he flushed, feeling trapped and uncomfortable under the query. What did he intend with Maria Hill? It was an easy enough question, with far too many ways to answer. But he always spoke the truth when he could help it.

"I want to…woo her." Damn the times he came from and their stilted phrases. He could tell by her wide-eyed smile that she was shocked and a little amused by his answer. "What I mean is that I like her…a lot. I want to see if there's any way that she could…like me too." He felt the blush heat his neck and cheeks and damned himself. He sounded like he was some grade school kid with a crush when this meant so much more than that to him. He was pretty sure he loved her.

"Well" Pepper coughed. "That's a complete surprise. I really wasn't expecting that answer even with my suspicions." Her frown made his heart pound. That never boded well when Pepper frowned like that. It usually meant she had bad news. "How did these feelings come about? I admit I haven't really been around Agent Hill enough to accurately come up with an estimation of her character but from what I did see…she's not a very open woman. I don't think I've ever seen her smile, not even a smirk."

Despite the doubt in her voice his heart lifted a bit. "I have" he admitted with a soft smile in remembrance. "It was the most beautiful smile I've ever seen. She…glowed. And you're right; you haven't really been around her, not when her shields are down."

She watched him intently. "And you have, haven't you?"

Steve nodded and left it at that. What he'd seen, had felt was his to treasure and Maria's secret for him to keep.

"I just wanted to make sure you don't get hurt Steve. She's a hard woman to get to know, and it's probably even harder to slip past her shields. If you're sure...?"

He nodded decisively. This was the woman he wanted to marry one day. He felt it in the pit of his gut. Wooing her would be a challenge and he was sure to get discouraged but he knew it would be worth it in the end. "I'm sure Pepper. Maria is worth the wait."

Pepper smiled at the obvious devotion and certainty in his voice. "She's a lucky woman then, to have you. I hope all works out for you two."

The next had been Bruce and Natasha. Steve was surprised that they had time to focus on anything besides the next mission and their burgeoning relationship. Still he'd stopped by the lab with some papers for Dr. Banner. It was obvious from the startled sounds on the other side of the lab door that he'd been interrupting something. When he walked in after Bruce's hoarse invitation to enter he'd raised one eyebrow at their flushed faces and hastily smoothed out clothing.

"Sorry to interrupt-"

"There's nothing to interrupt!" interrupted Natasha, a little too loudly.

"The lady doth protest too much, methinks?" He raised his hands in submission at her glare. She was one scary woman. "I just came to drop off some papers for Dr. Banner. I'll just put these on the desk and head back to watch a hockey game." Hockey games were unnecessarily violent but Steve had come to enjoy them. He turned to leave but was stopped by Bruce's nervous cough.

"Uh…Steve?"

Steve knew when he turned around that they knew from Natasha's cool speculative gaze and Bruce's nervous one. He looked at first one than the other with a raised brow. "Yes?"

Bruce stuttered when he was nervous. It was surprising in a man that could turn so readily into a "green rage monster", as Tony put it. In Steve's case, it worked to calm the nervous energy coiled in his belly.

"We-ell, we, I mean I was wo-ondering why you were sp-spending so much time with A-agent Hill?"

Natasha laid an encouraging hand on Bruce's shoulder and he relaxed under her support with an audible sigh of relief. Steve felt a moment of jealousy at their closeness. Already they had grown so close, so reliant on each other for support, comfort and if he wasn't misjudging the soft expression in Natasha's usually reserved eyes, love. He wanted that. He wanted Maria to look at him like that so much his chest hurt. Maybe it was that unguarded moment that let him be so open. But these two people would know how hard it was for love between an agent of shield and an Avenger. They could understand best of all out of everyone.

"I love her." And maybe not. The disbelieving gasp out of Bruce's mouth mirrored the flushed shock on Natasha's face.

"B-but…"Bruce seemed at a loss for what to say. "Agent Hill?" He looked at Natasha with a question in his eyes.

She looked at Steve with a severe expression in her eyes. But her voice was the softest and most gentle that he'd ever heard her use with anyone, excluding Bruce. She hesitated and her hand clung to Bruce's unconsciously. Steve didn't want to hear whatever she chose to say.

"Steve, Maria is…different." She raised a hand as he opened his mouth to protest. "Hear me out. Maria isn't like you or Bruce, or even me. I've never seen her even attempt a relationship, or even have a one-night stand." Steve sighed in relief at that. "She is very personal, as I am. But she wasn't always that way." Natasha paused, clearly debating how much to tell him. It was a betrayal of a confidence and Steve fought the dual desires to leave before she told him, and stay so he could begin to understand Maria.

"When I first met her she was as fresh faced and as stoic in her belief of justice as you are. She was an optimist." Steve huffed at that. He wasn't fresh faced, not now. Natasha seemed to sense his discontent at her observation and smiled in apology. "What I mean is that she believed in true love and happy endings as much as you do and it was painfully obvious. She was young and impressionable and someone took advantage of that. It almost broke her." Steve balled his fist in sudden rage. He wanted to kill whoever had hurt Maria. It was the first time he had ever felt the need for revenge. Even the pain he felt at Penny's life without him, and subsequent death was dulled by the knowledge that she had been happy.

"I don't think she has ever really recovered. After that she shut down and became the Maria Hill we see now. It was her only option. Nick Fury took her under his wing after that and away from under the bastard that had hurt her. He's a good man, most of the time. He knew what happened and he chose to help her, as he once chose to help me." A sudden sadness filled her eyes and Bruce pulled her close, uncaring at Steve's presence. "Someone broke my heart, betrayed me so I know what it feels like."

Steve's eyes closed in pain. Someone had hurt his Maria. They opened again in determination. "But you're doing better now? And you've fallen in love again." Natasha didn't deny it as she might have to anyone else.

"Yes I did. But I'm as old as you are and I've just started to heal. It took me so many years to come to terms with what happened. Not because I loved him so much, but because he was in charge and my trust had been broken, almost beyond repair. I will never be completely the way I once was; this job would not let me. But I have Bruce now and I am grateful. If she were to…accept you into her life and beyond her defences in such a short time than she is a stronger woman than I am. I have known Maria Hill for many years and I still regret that I did not warn her or help her. I was lost in the cold control that kept me sheltered from further pain and blocked out everyone else. But I cannot change the past and I do not want you to pay for my mistakes. Please, if you are so determined remember what I say and do not hurt her. I can only do my best to protect her now. You are a good, dear man and I would feel sorrow to see you hurt as well."

Hers were words that did not inspire confidence in his ability to woo Maria. He was certain that whatever she felt for him, she would want to deny it until the day she died. Maybe she would not love him, not now or ever but he would try to gain her trust. Her own nature and doubts were against him and even his status would discourage her. He was technically her superior and that did not bode well for him. He would go slow as he could and hope for the best. He wasn't a man who gave up.

Bruce smiled sadly at him. "I wish you luck Steve." Steve nodded to both of them stiffly and left the room, hockey game forgotten. He spent the night in his room, alone and brooding.

Maria remained as cold as ever to him. Every day she seemed to withdraw from him a little further; to the point that when he rested his hand on her shoulder she flinched and jumped away. To see her show her vulnerability so publicly broke his heart. He began to doubt that he would make any progress with her. She began to openly avoid him like the plague, switching seats so she wouldn't be near him and even requesting to remain behind on missions he led.

The next person who talked to him was inevitable. He had just returned from a mission and was informed that Nick Fury was requesting his presence in his office immediately. The serious nature of the request was obvious as it took 3 armed Agents to request his presence. Their nervous shuffling as they informed him they were there to escort him so he made it promptly to his destination almost made him smile. As it was his smile turned into a pained grimace as he accepted.

His team's reaction ranged from shocked and outraged to reassuring and supportive.

"He can't do this!" raged Tony. "Give me the word Rogers and I'll bring this whole carrier down!" Steve smiled at Tony's dramatic response. Thor agreed with him with a mighty shout and a threat to bring down the wrath of the gods on Fury. Steve assured him it wasn't necessary but he was grateful for their support.

"He's just posturing Steve," assured Natasha. "He wants to put you on edge to gain the upper hand." He nodded at her in thanks.

"Good luck Steve!" was the unanimous exclamation of both Pepper and Bruce. Steve smiled at them.

Clint remained silent but nodded at him in support. Steve could tell from the speculative frown on his face that his mind was working furiously to work out what possible reason Fury had to put on such a display of dominance and open hostility. He would soon figure it out, Steve had no doubt. Clint had missed much as he had been on a solo mission for weeks but he would piece together everything within the hour. His eyes missed nothing.

Steve went to Fury's office with a tight knot of dread in his stomach. He knew that Fury was bound to confront him, sooner rather than later, but he wasn't ready to face what he had to say. Steve was still a soldier and he still followed orders but he was pretty sure that whatever order Fury gave him next was one he'd be obliged to disobey. He would be reprimanded for sure and possibly thrown off the team, which in turn would make it more difficult to see Maria but he was determined to find a way.

He entered the room, his posture stiff. He saluted Fury, possibly for the last time and looked him dead in the eye as he waited for him to speak.

Fury was one person who liked to make your squirm. As his one eye bore into Steve's he paced in silence. He gestured the other Agents out of the room with one wave of his hand. Everyone moved immediately to obey. When the doors closed behind the last man with a resounding BANG, Fury still remained silent. He seemed to do his best to stare down Steve but Steve refused to yield. He was here for what he wasn't completely sure but he would not lose any estimation Nick Fury currently had of him.

Finally after what seemed like an eternity, Fury spoke, so low Steve's ears strained to hear even with his superhuman hearing.

"So," he began. "I've been hearing some very disturbing reports, Captain. Reports that have me questioning you're validity as leader of the Avengers." Steve forced himself to remain still, to keep his hands unclenched at the clear threat.

"Do you know what those reports are?"

"Sir, I am unaware of any matter that would cause you to question my ability to lead my team."

Fury's shout took him by surprise and almost caused him to step back.

"DO NOT LIE TO ME, CAPTAIN. DO YOU THINK I AM BLIND? DO YOU THINK THAT THIS EYE PATCH HAS SOMEHOW BLINDED ME TO YOUR PURSUIT OF ONE OF MY BEST AGENTS?"

Steve stood strong. "No sir!"

Fury's voice resounded as he vented his anger. "THAN WHAT HAS POSSESSED YOU TO STALK A WOMAN THAT CLEARLY HAS NO INTEREST IN YOU? WHAT AM I SUPPOSED TO TAKE FROM THAT? SURELY A SANE MAN, A MAN WHO IS REASONABLE WOULD KNOW WHEN TO LEAVE IT ALONE?"

Steve bristled at the accusation that he was _stalking_ Maria. He would never do her the dishonour Yes she seemed uncomfortable around him, but that was just her shields, wasn't it? Didn't she like him, at least a little?

"Yes sir! A reasonable man would back off. I admit that what I feel for Maria Hill is neither reasonable or perhaps to most outsiders, does it appear to be the actions of a sane man. But I resent the accusation that you think I am stalking her! If Maria told me to never bother her again, or so help me, to never speak to her again I would respect her wishes. What I feel for her is beyond my own needs, my own wants. I respect her more than any woman I have ever met, admire her more than I can say, and love her more than I can express. I only want her happiness."

For once Fury seemed speechless. His mouth opened and his lips moved without sound. He blinked and stared at Steve for moments in silent contemplation. It got to the point when Steve began to fidget nervously. But he let Fury have as long as he wanted to decide how he felt. Finally Fury spoke, his voice shaky.

"Dismissed Captain. There will be no further discussions of incompetence." Steve nodded, a little stunned at his acquiescence but turned to leave before Fury could change his mind.

At the door Fury's voice stopped him once more. "Captain?" Steve turned and stared at him questioningly. "You hurt her, and your superhuman abilities won't save you. I will find your weakness, and when I do no one will remember that Captain America ever existed. Understood?"

"Understood, Sir!" He saluted and left the room with shaking knees. He had no doubt that Fury would do what he said.

Neither one of the men saw Clint as he watched them from high up in the shadows. Only Clint saw Maria's tear-stained face as she held her fist to her mouth to stifle the sobs that wracked her body. He watched until she fled to the safety of her room and nodded to himself. There was only one way to resolve this, whatever the outcome. The last 24 hours had been a shock finding out about Natasha and Bruce, and now this. Still it was an interesting 24 hours. Maybe he was a poor imitation of Cupid but he had the bows and arrows and he had a suspicion that if Steve delayed in speaking to Maria than whatever she was feeling now would be locked away tomorrow and he would lose any chance he had with her.

Steve had just turned to the hallway leading to his room when he was stopped by Clint.

"Barton." He nodded in acknowledgement but when he tried to move past him Clint stopped him with a hand on his shoulder.

"She needs you."

Steve raised an eyebrow in question. "Who needs me?"

"It won't be easy or comfortable or the least bit pleasant but it'll be worth it. Trust me, I know. She needs you." Clint let go of his shoulder and moved past him.

By the time Steve thought to look behind him, Clint was long gone. He pondered his words and knew they could have only one possible meaning. He turned himself and followed the halls to Maria's room on the carrier. It was the moment of truth. He was afraid it had come too soon, that she wouldn't be ready for what he wanted to give her, what he wanted to tell her. But it was the moment he'd been anticipating for so many weeks that he couldn't help the excitement that made his breath quicken. Maria would either accept him or reject him. He told himself he could live with the consequences either way. He grabbed hold of whatever courage he had and knocked on her door.

**Please review! :)**


	4. Chapter 4

**FINALLY! An update! I apologize for the long wait. As I've mentioned in the other stories I updated recently I broke the screen to my laptop and I only had it fixed yesterday! I think this is the story I've been most eager to update because Steve and Maria are just so damn cute! Anyway I hope you enjoy. :)**

**Thank you to all the awesome people who reviewed, favourited and followed this story! It definitely makes writing worth it!**

**Disclaimer: They don't belong to me...or I'd turn the comic world on their heads! :D**

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Maria was torn. Nick Fury had noticed the attention Steve had been paying her, everyone had. He was obvious as he sought her out any chance he could. His touches became anticipated tortures. His smiles, so wide and welcoming became reminders of what she so desperately wanted, but could never have. He was her shadow. He never came to her room, and for that one thing she was both grateful and resentful. Grateful because it was her haven away from the temptation he presented. Resentful because, she had been clear in her invitation, hadn't she? He could come to her room anytime. And yet he didn't. He kept on with his smiles and innocent touches that left her with thoughts that were far from innocent. Her body came to accept his touches, anticipate them, and welcome them. Her mind rebelled at the idea that she could ever be comfortable with Steve Rogers. She didn't understand why he had chosen _her. _She was damaged goods, she was cold and unfeeling, and she was worthless when it came to love. There were so many women out there that clearly adored him. Women threw themselves at him. She had it on clear authority that many other Agents had asked him out. He had refused them all.

It was all so exasperating. So confusing to think that he saw behind the facade she put up for everyone to see. No one saw past the mask. Not Nick Fury, who thought he knew her so well, not Natasha Romanoff, who she had known for so many years. The only people she had ever trusted with the most vulnerable parts of herself were her family. They knew her as the soft, loving daughter that worked for the government at some desk job. She was her father's munchkin, her mother's pride and joy, and her little brother's big sister that he loved more than anything because she always brought him little presents, and she was always on Skype to say goodnight and she always hugged him no matter how much he protested that he was too old. They didn't see Agent Maria Hill, who was almost as good a shot as Hawkeye, who could walk out of an interrogation in 30 minutes or less with any information they needed. They didn't see her as Fury's right hand, as the cold agent who had killed a man because he had raped a little girl, even if it wasn't part of the mission. The two halves of herself had never coincided. And now here was a man who wanted all of her. He had seen her at her most vulnerable and at her most ruthless. And he'd told Nick Fury he loved her.

It hurt to feel so much when she had felt so little for so long. She hadn't let anyone touch her heart in so many years. She desperately wanted to give in and tell him that yes, they could try. But at the same time she heard that broken 21-year old Maria warning her, not too close, he can ruin us. And she remembered the lonely nights at the compound in Siberia. She remembered the cold shoulder she received from almost every Agent she knew. The lies Ogden had told had reached even that far. She was an outsider, even among outsiders. She was hated and pitied and she couldn't count the number of times she'd gone to bed hurting inside and wishing that she had never joined S.H.I.E.L.D. It was not a pleasant existence, with not even her family to give her comfort. If she tried to start something with Steve and it failed, which it likely would, she would be a pariah. He was more than Ogden had ever been, a better man who inspired loyalty from not just the agents he worked with but the public he served so diligently. He was a man that was watched closely by the government and the public alike.

So yeah, she was torn. To hear those three simple words, I love her. It hurt and soothed her at the same time. And Nick Fury had confronted her about him. He'd been direct. Was she seeing Steve Rogers? No. Was she planning on starting a relationship with Steve Rogers? No. Did she welcome the attention he was so clearly paying her? A shaky no. _yes?_ Was she in love with Steve Rogers? A pause and an even shakier no. _Dammit, yes!_ But Nick Fury did not seem to notice her inner debate. To him it was settled. He would deal with it. So she'd eavesdropped. And had the surprise of her life. A simple solution to her distress. Ask Steve to back off and he would. Of course she could have done that in the first place. She had thought to do it. But there was always that hesitation. As much as his attention confused her, a part of her was flattered and thrilled. So many contradictions. Sometimes she wondered how Steve could put up with all her drama. She could barely stand herself some days.

She paced her room and wiped the tears out of her eyes with shaking hands. She needed to look at this rationally. A life with Steve Rogers would be difficult to say the least. She was headstrong and stubborn and she would find it hard to display any sort of affection she felt. Yes, she desired him more than she could say and she loved him more than she would admit. Was that enough? She was so used to the cold demeanour she displayed to everyone but her family that it would be hard to break that habit, even for just one person. And what would the team think? She was 100% certain that The Avengers would not remain quiet on their thoughts. Already she had inquiring looks from Pepper and Natasha. Bruce had falteringly offered to 'talk' if she ever needed it. She had almost laughed at that. He was a brave man. Tony told her to 'chill', it was just a prank. And the fact that he thought that her colder than usual attitude was still because of that prank so many weeks before had just shown how out of the loop he was with everyone else's emotional attachments. She was sure that he actually believed Bruce and Natasha when they went alone to work on 'things' for future missions. Thor and Clint had remained silent. She knew Clint would figure it out soon enough. He was very observant. Thor was just too busy to really notice anything. He went to missions, he still spent a fair amount of time in Asgard, and he was by Jane's side across the country any spare moment he had. Even for a god, his schedule must be gruelling.

Her thoughts were interrupted by a tentative knock at the door. Who the hell would come and see her? She looked at herself in the mirror attached to her dresser and groaned at the sight of her red, puffy eyes and her tear-stained cheeks. She was a disaster.

"I'll be right with you!" She went to the washroom and splashed water onto her face. She scrubbed at her eyes and smoothed her hair back into a ponytail. She cleared her throat and smoothed out her clothes. She checked herself in the mirror and sighed in relief. Her eyes were still suspiciously red-rimmed but she could blame that on the earlier mission. There was a lot of smoke.

She opened the door expecting to see Fury or Natasha, or even Clint. Fury and Steve might not have seen Clint hiding up in the corner of the room, but she sure had. The one person she hadn't expected to see was Him. And why the hell did she think she would have a reprieve from deciding what to do about this whole situation, at least until tomorrow?

Steve stood there looking at her with impossibly blue eyes and a tentative smile. He hadn't had a chance to change his clothes or take a shower yet and his hair was mussed from his suit mask. His suit was ripped in places and it was covered in grime and blood. He shuffled his feet and his hands were clenched at his sides. He looked adorable and incredibly tired.

Maria stepped to the side and gestured for him to come in. His smile widened just a little. Until it was erased entirely from his face as he took in her appearance more closely. His body went stiff and his hand reached for her cheek. She held her breath as she waited for his touch. She sighed a little in disappointment as he snatched his hand away as if burnt. He stepped away from her and the warmth in his eyes faded.

"You were crying, because of me."

She shook her head in denial but he wasn't looking. His eyes were closed.

"No Captain, it was just the smoke from the mission earlier. My eyes are sensitive." Even she could hear the lie in her voice. She wanted to ask him what she did wrong when he seemed even more determined to keep his distance.

He turned his back on her and walked over to her dresser. It was bare, except for a few essentials. He cleared his throat as he picked up her brush. The absence of emotion in his voice frightened her.

"Yeah, the smoke. It can really bother your eyes, can't it?" She was confused. Did he believe her? Or did he just not want to embarrass her?

"Umm…yeah Captain. It's really pretty silly how irritated my eyes get." Why was she continuing on with this farce?

He turned around and smiled at her. His smile was controlled and for the first time she was certain it was fake. What had she done?

"So I just wanted to make sure you were alright. Everything seems good. I guess I'll just go now." He was heading for the door before he finished his last sentence. She was at a loss at what to do. Should she stop him? He'd come to her room and it was certainly not for the reason he'd said, or at least that wasn't all he'd intended to tell her.

"Captain!" His shoulders hunched and he moved faster. "Steve!"

He braced his shoulders and turned around. Before she could say a word he was talking.

"Look Agent Hill. I know I've been bothering you lately with how friendly I am. I won't anymore. I want to be your friend, nothing more. If you could let me be your friend I'd be happy. I know I might seem a little awkward around you but it's only because I admire you so much. I've been meaning to ask you if you wanted to go dancing with me sometime. I heard of this place not too far from the tower that we could go to. It would be just as friends. Pepper and Tony would be going, so would Natasha and Bruce. I figured you needed to get out and have a little fun. I was going to invite Sarah as well, and Clint. Sarah's been asking me to go for a while now."

For once she couldn't read the expression on his face. He'd made it clear he didn't mean for it to be a date, even mentioning that Sarah had asked him to go. And the tiny spurt of anger she felt was definitely fuelled by jealousy. Sarah was beautiful and smart and one of Steve's most obvious admirers. Why would he agree to go with Sarah if he loved Maria? And why was he so adamant that they would go just as friends? She was sure he'd come to her room to…what exactly? Declare his love for her? Get down on one knee? Probably not, but she was sure that the determined expression on his face when she opened the door meant he had some intention to move their relationship further. She was so close to reaching out for him, to showing him that yes she was afraid, but maybe she was willing to try.

The obvious discomfort and impatience in his eyes, in the drumming of his fingers on the doorway made her realize that maybe she'd taken too long to decide. Maybe after speaking to Fury he'd realized what she already knew. It would be hard. He'd said he'd loved her. Maybe he did, maybe he'd given up. She straightened up and squared her shoulders. She was a soldier, a competent Agent. She would deal. And if that tearing in her chest didn't disappear completely, then she would force herself to survive. To smile. Starting now.

"Sure Captain, sounds…fun."

For a moment he seemed lost for words, that cold gaze seeming to thaw just a little. She ruined it with her next words.

"Do you mind if I bring someone along?"

"Uhh, sure, yes. The more the merrier." His chuckle was strained and he was once again drumming his fingers and shifting uncomfortably, clearly ready to be away from her.

"Thanks. I guess I'll see you tomorrow?"

Steve nodded. "We'll be leaving at 6pm, so we're all meeting at the front entrance at 5:45, if that's okay with you?" At her nod he smiled. "Um…it's a nice place. Pepper said there was a dress code? I'm wearing a tux. Hopefully that isn't a problem?"

And now she would have to buy a dress. "Uh, no problem. I have a few dresses that I wear to events I'm forced to attend. I'll find something."

Steve beamed at her and she felt herself relax and smile back. He was gorgeous when he smiled. And when he smiled at her she feared she'd spontaneously combust.

"Good. I'll see you tomorrow…and your friend?"

"See you tomorrow. John is a really great guy. I'm sure you guys will really get along."

His smile disappeared instantly and her smile slipped away in confusion. "See you tomorrow Maria." He turned and left, closing the door behind him.

Maria fell back on her bed with a mix of emotions. Joy, anguish, fear, excitement, hope. What did this mean? He was bringing Sarah. But he'd said he loved her.

She shoved the speculation away and considered what to wear. It was true she was often forced to attend high profile events on behalf of S.H.I.E.L.D. or when undercover but nothing she owned seemed…right. She wanted to show Steve a different side of her. She wanted to make him want her as badly as she wanted him. And if he had truly given up on the idea of _them_ then she wanted to show him just what he would be missing out on. Petty of her, she knew. There was only one woman that Maria knew that could ooze sexuality in anything she wore. But when she did make an effort she literally drove men to their knees. They weren't exactly friends but she was the closest thing to. She picked up the phone in the room and dialed her number. She almost hung up in embarrassment more than once as the line rang and rang without an answer. Just when Maria moved to put the phone down she answered with a curt "Romanoff."

This was not going to be easy. "Natasha, its Maria. I need your help."

**SOOOOO...? What did you think? I would love to know! :)**


	5. Chapter 5

**AT LAST! This chapter gave me no end of trouble. The reason I had so much trouble I think was because this chapter initially started in Maria's POV. A couple nights ago I scrapped what I had already written and restarted it. Took me awhile but I finished it! T****he story hasn't been too OOC I hope but this is one chapter I'm certain is OOC so be warned! Also , I'd hoped to separate the chapter into two parts and post them back to back but I decided against it. This is the longest chapter I've written for any of my stories (7,900 words before editing) so I hope you guys can stick it out until the end. I was eager to post an update so there may be more mistakes than usual.**

**I originally planned for this story to end at 5 chapters. It looks like there will be one or two more chapters with a possible epilogue.**

**Thank you guys for the reviews/follows/favorites! As always I have no beta so all mistakes are my own. **

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He was nervous, his hands trembling slightly as he waited for Maria to appear. Sarah was holding onto his arm and he wanted to shrug her off. He should have been appalled at his own thoughts. He was her escort on their night out. Technically he was her date, but his thoughts had remained on Maria since the night before. Her tear-stained face was still fresh in his mind. And he was a low person but he couldn't stop the thought that she looked beautiful, whether her eyes and nose were red with tears or not. He tried reminding himself that though she had agreed to the outing, she was bringing a man with her. She'd called him her friend, but as far as Steve had seen in these last months, Maria didn't have any friends. Or at least, not any close ones. He'd never met or heard of this John guy Maria was bringing along. Was he another agent? Steve was embarrassed at his own feelings of jealousy. He hadn't felt this way since Howard Stark had flirted with Peggy. And maybe his memories of that time were beginning to fade but he didn't recall feeling this angry. The thought of Maria and this John person spending any time alone had him clenching his hands.

Sarah felt the sudden tension in his arm and looked over at him. She'd been chatting with Pepper but whatever she saw in his eyes had her words trailing off. Pepper took one look at his expression and pulled her hand from Tony's. The man barely noticed, his hand slipping into his pocket at her absence, his expression one of deep concentration as he spoke to Bruce. Pepper asked to have a moment alone with him. He nodded and pulled away from Sarah with a sense of relief. He shot her a reassuring smile to soothe his own feeling of guilt. She smiled back uncertainly, clearly not mollified. He wasn't surprised. She wouldn't have made it far as she had as an agent if she was fooled by his weak attempt to hide his discomfort. He followed Pepper to a corner of the Lobby, surprised when she led him through a door into a small office. He had always assumed the inconspicuous door was a storage closet.

Pepper moved behind the desk and sat down, gesturing to the seat in front of the desk. He sat down and tried to ignore the feeling that Pepper was reprimanding him as if he was a errant student. As he sat down Pepper sighed and folded her hands together, only fueling his feeling of guilt.

"What's wrong, Steve?"

He spoke carefully, pasting an expression of confusion on his face. "I'm not sure what you mean, Miss Potts." He cringed at his own formality. It was doing nothing to dispel the feeling that he was a student being punished.

Pepper sighed again and drummed her fingers impatiently on the desk. "Steve, I'm not your mother, not your boss or your teacher. Though I feel a little like the last one right now," Pepper muttered. "I'm your friend, and I care about you. You've been uncharacteristically sullen tonight and I'm worried. Did something happen?"

Steve did his best to smile. "I'm sorry Pepper. I wasn't aware it was that obvious. I'm feeling a little out of sorts tonight. If I hadn't promised Sarah I would be coming out I would probably be staying in my room tonight."

"I see." Pepper hesitated. "Would this have anything to do with Agent Hill?" He opened his mouth to protest but Pepper hurried on. "I know she's coming with us tonight, but imagine my surprise when I found out that the two of you are coming with different people. Why is that?"

Steve felt petulant at the reminder that another man would be Maria's date tonight. "I don't think that's any of your business Pepper." He reminded her coldly.

Pepper sighed again, her exasperation clear as she rolled her eyes. She was far from deterred by his cold tone, seeing the pain behind his eyes. "Damn it Steve! I'm trying to help you, as your friend. I warned you that starting a relationship with Agent Hill was going to be far from easy! Where the hell is that determined man from a few weeks ago? Where the hell is the man who was willing to fight for the woman he loved? He certainly isn't sitting in front of me and I want to know why."

Steve's expression crumbled, his shoulder's dropping as he realized she was right. This thing with Maria was making him feel out of control. Despite his recent resolve to no longer force his feelings on Maria he was still hopeful that she would come to him. And he would drop everything at the drop if she gave him the smallest hint she cared about him. He would tell Sarah to have a good life and he would tell Nick Fury to go to Hell. He would do anything short of ignoring a summons to save the world just to replace the image of her tears with a smile. He wanted her forgiveness, no matter the consequence. He felt like less than scum for finally agreeing to a date with Sarah, knowing he had nothing to offer her but friendship. What he'd told Maria last night had only been a half-truth. Sarah had offered to take him dancing, had practically demanded it. He just had no intention of agreeing until he'd seen Maria's swollen eyes. He felt lost, and Pepper wanted to know why.

"She cried." Steve murmured. "When I went to tell her that I loved her, when I _finally_ got up the courage to tell her how I feel, she cried." He wasn't explaining it properly but he couldn't get past her tears, shed because of him.

Pepper blinked. "You mean when you told her you loved her, she cried? Are you sure she wasn't just happy?" She could hear the doubt in her own voice. Maria Hill was anything but soft. Pepper could see her laughing at Steve's declaration if she didn't feel the same, maybe getting angry, but crying?

"No." Steve shook his head. "I'm explaining it wrong. Fury summoned me and told me to back off and leave her alone. I told him that I loved her and that I wouldn't give up. I think she heard us. When I went to her room afterwards it was clear she was crying and they weren't tears of joy. She was miserable and she tried to hide it from me. So I decided to leave her alone. I never wanted to make her unhappy."

Pepper had been in the middle of standing up to go and comfort him. She dropped back on the seat with shock. Maria Hill had cried? Steve was probably right to come to such a conclusion. Reacting with misery to a declaration of love wasn't a good sign. To see her react so negatively had to mean that she cared for Steve's feelings, but it also indicated she didn't feel the same way. Poor Steve. Had he been reading her wrong all this time? Had he misread an overture of awkward regard and friendship as a sign of uncomfortable attraction and hidden feelings of adoration? Maria wasn't an easy person to read so the mistake would be an easy one to make. She had no friends that Pepper had ever seen so if she opened up to anyone, especially a man that was clearly attracted to her, than obvious conclusions could be made. Steve had just made the wrong ones. Pepper wanted to smack Maria Hill for getting his hopes up. She felt an almost motherly concern for Steve and the rest of the Avengers, even knowing that those like Steve, Thor and Natasha were significantly older than her. They had all reminded her of children at some point since she'd met them. Steve with his confused and awe-filled wonder of the world he'd woken up to. Thor with his boyish charm and spoiled child attitude when he was refused. Natasha with eyes that had seen everything, but who still couldn't hide the pain she felt when faced with cruelty to children, reminding her perhaps of her own upbringing. And of course Tony, who she loved more than words but who she wanted to throttle daily as he followed his every whim with the carelessness of a child. It was watching the people around her, constantly worrying about the people she cared for that made her feel older than they were. And despite Maria's position as liaison to the team, and her close contact in their day to day lives, she felt little to no connection to the woman. They didn't speak to each other, Maria making her disapproval of Tony and distrust of the rest of his team clear with every word that came out of her mouth. How the hell a man as likable, trusting, and open as Steve had managed to fall for her still stumped Pepper.

She focused past the urge to rip Maria Hill apart and turned her attention to Steve. He looked miserable, and rightly so, having his heart trampled on so recently. She wanted to hug him and tell him it was going to be okay but he was a grown man and it would probably only make him feel worse. So she waited for him to come out of his misery, patting the hand he'd rested on the desk. He pulled himself together quicker than she expected, but he was still Captain America after all. He'd witnessed some of the worst horrors in the world and he wouldn't be as strong as he was without his ability to compartmentalize his emotions. He looked at her with a resolved smile and she nodded at him, insanely proud of the man he was. There was one thing she needed to bring up though and her expression sobered.

"Steve, is Sarah just a rebound?"

Steve's smile slipped, his uncertainty at the phrase making his brow furrow. "A rebound? I'm not particularly familiar with some sports but that is a basketball term right?"

Pepper smiled in amusement. "Yes, it's a basketball term. When used to describe a relationship it means you are trying to distract yourself from Maria's rejection with someone else."

As he realized what she was implying he frowned. "I'm _not_ using Sarah as some sort of…distraction," he insisted. But even as he said it he realized there was some truth in his statement. That what Pepper was implying wasn't half of his faults. Maybe he hadn't consciously made the decision, but somewhere he knew he was trying to make Maria jealous. Sarah was a beautiful, smart, warm woman and any man would be lucky to date her, Steve included. But she wasn't the woman he wanted and he'd agreed to a date for all of the wrong reasons. He'd used her unintentionally. He hung his head in shame. Why did women have to be so complicated? Saving the world, fighting evil was something he knew was right. Why couldn't a relationship be so simple?

He hadn't realized he'd spoken the thought aloud until Pepper laughed. "Oh, Steve! Relationships aren't meant to be simple, or we'd all die of boredom and lose interest. A solid relationship has to be worked at. If I didn't love Tony, I would have left him many times over. It isn't easy being the woman behind a brilliant mind like Tony's but in the end it's worth it. He makes me happy, makes my life an adventure and I wouldn't want it any other way."

Steve nodded and then jumped as a knock sounded on the door. They were given no time to answer as the door was shoved open immediately and Tony strolled into the room.

He immediately started to whine. "What's taking you so long, Pepper? I've been standing there this entire time alone with nothing to do. I'm bored!"

Pepper sighed with impatience but winked at Steve as she stood up. "Why not speak to Bruce? That's what you were doing when I left. Or talk to Sarah? Steve has been busy with me so she must have been bored too."

Tony sighed dramatically. "Banner's busy with his girlfriend." Tony shuddered as if the word alone could give him cooties. "Watching him and Romanoff acting all cutesy together is enough to make me sick. The fact that they managed to hide their relationship from me for so long speaks for both Bruce's intelligence and Natasha's skills as an assassin. But they couldn't hide for long." Tony spent a moment to ensure that Pepper was suitably impressed with his skills of observation, or as was actually the case his lack thereof. He waved his hand carelessly. "And that Sarah woman isn't worth my time. She's as mindless as the rest of SHIELD's agents. She can't even keep up in a discussion about the basics of quantum mechanics." He rolled his eyes. "I don't know what you see in her Rogers. Even Hill would be a better choice. At least she entertains me with her sarcastic wit." Steve froze, but Tony didn't seem to notice and continued to talk. "I'm happily taken," he winked at Pepper, wrapping his arm around her, "but I have to say she sure knows how to clean up. That John guy isn't a bad sort either. Funny guy." Steve followed them out of the room, barely noticing when Sarah appeared at his side.

Steve looked around for Maria immediately, finally spotting her standing beside a tall dark-haired man. Their backs were to him so they weren't immediately aware of his presence. He almost growled at the sight of the man's hand resting on the bare skin of her back. Her dress was made out of light blue chiffon with knotted straps and a low cut back. He stared at the column of her exposed neck with longing. He wanted to walk up behind her and kiss her soft skin, pull her hair out of its elegant bun and sink his fingers into her long dark hair. He wanted to pull the straps of her off-shoulder dress to the side and nibble on the smooth expanse of her skin. For a second he lost himself in the fantasy of undressing her. He was interrupted when Sarah tried to gain his attention by tugging on his sleeve. He jumped and stared at her with a guilty expression. By her grim expression he could tell she'd seen him undressing Maria with his eyes. He smiled apologetically and held out his arm for her grasp. She did so reluctantly, shooting a confused but jealous look between Maria and Steve.

Maria turned at Sarah's loud clearing of her throat. There was a small relaxed smile on her face that disappeared the instant she saw Steve. He cleared his throat awkwardly, trying to loosen the sudden tightness. He had no words as he took her in. The V-neck of her dress wasn't as low cut as her back but the swell of her breasts still managed to make his mouth water. The dress had a cinched waist, with small pleats that ran the length of her dress from her waist to the flared bottom. He tried again to speak but his mind was too distracted as he stared at her face. Her hair was swept to the side, her eyes outlined by dark eyeliner that only brought out the blue of her eyes. Her lips were shimmering with a light gloss but the red tinge in her cheeks was natural as she blushed at Steve's speechless perusal.

"You look beautiful." He finally managed.

"Thanks Captain. You don't look bad yourself." She seemed to regain her composure and she gave him a once-over with an appreciative smile. The man beside her coughed. Maria nodded to him. "Captain, this is my friend John Williams, one of our international operatives. He's based out of Britain usually but he was lent to us to help us on an investigation. His skills are highly valued and indispensible to SHIELD." She turned her gaze to Steve. "John this is Steve Rogers, alias Captain America. He leads the Avengers initiative."

John nodded at him and held out his hand. "It's an honour to meet you, Captain. I've heard a lot about you. I've seen the media coverage surrounding the incident in New York and the way you handled the Chitauri invasion with such minimal losses was truly amazing."

Steve managed a tight smile. He felt slighted by Maria's introduction. The fact that she seemed eager to share John's 'indispensable skills' pricked his pride. But it was hearing her call John her friend so easily and without hesitation that really hurt. "Please, call me Steve."

He made small talk with John for a few moments but was thankfully saved from further conversation when Pepper announced their limo was waiting outside. Normally he would feel uncomfortable riding in a limo, feeling it was unnecessarily extravagant but he was grateful to be able to keep an eye on the interaction between Maria and John. The limo was spacious, easily fitting their entire party with room to spare. Steve settled closest to one window, Sarah pressed to his side. There was a gulf between Sarah and Bruce, who was currently speaking intimately with Natasha, their heads lowered close together. Facing Steve and Sarah were Maria and John. John had his hand placed casually on Maria's knee, his head lowered to hers as he spoke in her ear. She was laughing quietly at whatever he was saying, her face flushed. Steve wanted to grab John by his collar and throw him out of the limo. Instead he glanced over at Tony and Pepper but looked away hastily. Pepper was sitting on Tony's lap feeding him. Sarah kept trying to gain his attention and he nodded distractedly to whatever she said. He wished she wouldn't sit so close. It was stuffy in the limo despite the air conditioning and he needed space. He glared at John again as Maria laughed at something else he said. Sarah seemed to finally tire of his inattention. When he muttered another vague reply to whatever she was saying she sighed loudly and pulled away from Steve's side.

He thanked God she'd finally gotten the hint he wasn't in the mood to talk. Of course he felt immediately guilty for ignoring her but not guilty enough to initiate another conversation. They remained awkwardly silent as the couples around them chatted animatedly, Sarah's heel tapping on the floor of the limo. She sighed again and called out to John. He pulled away from Maria and raised an inquiring eyebrow. Steve wanted to punch the smug smile off of his face. Sarah engaged John in a conversation about England and the differences in command and regulations. Maria looked between the two of them with a wary expression. Steve was just relieved that Sarah was providing a useful distraction. Now he just needed to figure out what to say to Maria.

A couple minutes later Sarah left his side, easily sliding in the space between John and the tangle of Tony and Pepper. Maria was all but forgotten as John started to flirt outrageously with Sarah. Steve was incredulous. How could he so easily switch his affection from Maria to Sarah? In Steve's eyes there was no comparison for beauty and intelligence. Yet John seemed to have done just that, his smile charming and suggestive as he played with Sarah's hair. Sarah seemed to be enjoying the attention, if her schoolgirl giggle and flushed cheeks was any indication.

Steve was frowning at John, this time for ignoring his lovely date. He might not want John to be with Maria but he thought it was rude to flirt with someone else on their date. Maria must be humiliated. John looked up just as his frown turned into an outright glare. John seemed startled by his anger and for a second he stopped speaking, shrugging his shoulders as if to ask what was wrong. Steve nodded his head at Maria, who was looking out the window with a forlorn expression. John seemed to take the hint. He leaned over to Maria and tapped her on the shoulder. Maria turned towards him and tilted her head in query. John spoke to her quietly, gesturing once in Steve's direction. Maria glanced towards him with a frown, her voice rising in protest at whatever John was saying. If Steve wanted to he could focus on what they were saying, his hearing better than the average person after he was given the super soldier serum. He wanted to but he didn't. Finally Maria seemed resigned and in a move that surprised Steve she got up from her seat and sat beside him. Her leg brushed against his and he froze in shock. There was plenty of space but she chose to sit close. He tried desperately to think of something to say but she spoke first.

* * *

Maria had been a nervous wreck in the hours leading up to their outing. Natasha had come to her rescue and they'd set out to look for a dress the moment the stores had opened. They treated it as a mission, setting a game plan and pacing themselves as they went from store to store. By the time they stopped at a small bistro for lunch Maria was beginning to think it was hopeless. Natasha had tsked at the apparent lack of quality they'd found, chastising Maria for waiting until the last minute. When Maria pointed out that she'd only been invited the night before Natasha waved her hand in dismissal.

"You should always have a dress ready for just such an occasion. The first time Bruce invited me to dinner I already had the perfect dress picked out in my head by the time he finished stuttering out his invitation." Natasha's words seemed harsh but they were gentled by her affectionate smile. It was tantamount to a declaration of devotion on her part, the expression foreign on her usually stoic face.

Maria sighed in defeat. "I have dresses, dozens of them for the ridiculous political functions I'm required to attend. But you've seen them all and none of them are right. I want him to take one look at me and…and…" she slammed her fist down. "And declare that he was wrong! Sarah isn't the one he wants. I am!" she sighed. "I want him to look at me like he did only a couple days ago, like I'm the only woman in the world. But I'm afraid it's too late, that he's moved on already. How can he move on so quickly?" She demanded of Natasha. "How dare he pursue me so relentlessly and give that speech to Fury and then…"

Natasha raised an eyebrow. "Give up?" she shrugged. "Men are not very bright and they give up too easily. It's in their nature. I always thought the Captain was the exception but maybe he grew tired of the chase. In the end, perhaps it wasn't worth it to him." She didn't mean to be rude. Her nature was abrasive, her Russian roots influencing her blunt honesty. Maria knew this.

She still ended up in tears, her head buried in her arms as she bawled. She was left alone for minutes as her tears seemed unending. Just as her sobs turned to sniffles Natasha finally reacted, patting Maria on the back awkwardly.

"There, there Maria. Steve is an idiot. He doesn't deserve you."

There was no apology for her earlier statement. Natasha never apologized when she felt she was right. But she comforted Maria as much as she was able until the awkward patting made Maria feel as if Natasha was trying to burp her. She lifted her head and looked around with embarrassment. There were a few stares, women watching her with sympathetic smiles. One woman was glaring at her husband as if it was his fault as he continued to eat his soup completely oblivious. She aimed a smile at all of them, if only to stop the stares. The waitress was standing beside Maria, still waiting for her to order.

"I'm sorry. I got a little carried away."

The woman smiled in understanding. "It's okay, we've all been there. Break ups are never easy and it's always the guys fault, am I right?" She didn't wait for an answer, simply nodding to herself in affirmation. "What can I get you?"

Maria ate quickly and they were out of there the moment the check was given to them. Natasha tried to keep the mood light but it only worked to depress her more. Natasha's idea of light was talking about the various ways they could kill Steve while making it look like an accident. It wasn't what Maria needed to hear. She blamed herself for Steve's sudden disinterest. She'd taken too long to decide, plain and simple. It was nearing three when they finally found the dress. Maria was browsing disinterestedly, trying to force herself to feel enthusiasm when Natasha gasped. Maria looked over and raised an eyebrow at Natasha's beaming smile.

"I found it!" she exclaimed. She pulled the blue dress from the rack with a flourish and waited for Maria to agree.

At first Maria wasn't convinced, feeling it was too long and formal. It wasn't until she was persuaded to try it on that she changed her mind. She'd stared at herself in the mirror with disbelief. The dress was beautiful and she felt beautiful wearing it. They'd paid for it on SHIELD's dime and raced back to the tower to get ready.

By the time Maria was ready to meet everyone in the lobby of the tower she was feeling confident. Her confidence was bolstered by the few glasses of wine she'd had. Natasha had insisted on minimal makeup and Maria agreed. When John arrived to lead her downstairs he'd whistled and told her she was stunning. Maria thanked him but it was Steve's opinion that mattered to her.

John was a friend, nothing more. There were times in the past that they'd skirted the idea of a relationship, even a purely physical one. But there had always been something to stop them. The distance, his current girlfriend, exhaustion after a hard mission. She wasn't as disappointed as she figured she would be. John was a handsome man, able to turn on the charm at a moment's notice but he was a flirt. His nonchalance when discussing sleeping together made her think he could care less either way, which was probably true. He could have any woman he wanted and he knew it. So Maria decided it wasn't worth it. When she'd explained her reasoning he'd smiled good-naturedly and agreed, simple as that. He still tried to get in her pants every time their paths crossed but it was a token effort and they both knew it. She'd come to appreciate him more for the easy friendship he offered her. He'd been one of the only people not turned off by her taciturn nature. He'd teased her until she'd physically shut him up. He hadn't been disturbed by her angry reaction, only teasing her more. It got to the point that she could finally smile at his comments.

When he picked her up at the tower he was flirtatious as usual, complimenting her as expected. He suggested they stay in with a gleam in his eye. Maria was able to laugh it off and punched him playfully. The only man that would actually tempt her with that offer was Steve and he was currently downstairs with his date. They appeared to be the last to arrive and Maria had kept her eyes straight ahead as she crossed the room to where the others were waiting. She glanced around and spotted Sarah standing off to the side but Steve was nowhere in sight. And neither was Pepper. Tony seemed to become aware of this the same time she did, looking around with a bewildered expression.

"Where's Pepper?" he demanded. No one answered but Sarah looked towards to a door across the room. He shot her an annoyed look before he sauntered off.

Maria shook her head in amusement, though she would deny the emotion until the day she died. John placed his hand on her back as he led her to Bruce and Natasha. Natasha he already knew, but he was interested in speaking to Bruce. Most people were fascinated that the mild-mannered doctor could be the Hulk. She smiled as Natasha engaged her in conversation, barely noticing when Pepper and Tony returned. It should have clued in that Steve was probably with Pepper. It wasn't until Sarah had cleared her throat that she saw him. She'd been smiling politely at a joke Natasha had made as she turned. She felt the smile slip off her face as she came face to face with Steve. His eyes were wide, his expression dumbstruck as he took in her appearance. Maria had felt a shiver of satisfaction as he was clearly speechless. Take that Steve. She nodded to Sarah but Sarah only glared back. Maria figured it had something to do with her date completely forgetting about her. When he finally spoke his voice was hoarse but his compliment was a sincere one. She'd thanked him and feeling emboldened by the mix of wine and his reaction to her, she chose to tease him just a little.

The limo ride had started out normally enough. Pepper and Tony had obviously had a few to drink before they'd come down. Pepper was in his lap feeding him. Maria resisted the urge to snort at their ridiculous display. John spoke in her ear, placing his hand on her leg. Maria didn't mind, as it was simply a habit of his. He told her story after story of his glorious conquests, making her laugh at his absurdity. She kept an eye on Steve and Sarah and was pleased to see that Steve was watching them with a dark expression. Sarah was talking to him but he didn't seem to be paying attention. She kept tugging his sleeve until he answered. Maria wanted to smirk.

When Sarah gave up on Steve and chose to focus on John instead Maria merely shrugged it off. She was sure John had a plan to go home with someone tonight. If it was Sarah John went home with that suited her just fine. Maria didn't appreciate the lustful looks Sarah shot in Steve's direction or the thought of Sarah and Steve alone. She chose to distract herself with looking out the window.

As she stared at the passing lights she wondered what it would have been like if Steve had brought her out on this date. She wondered what had made him choose to pull away from her, considering the look he'd given her earlier. She knew he didn't take sex lightly, his views ingrained in him because of the time he was born in. But she was beginning to think that maybe he'd confused lust for love and he'd finally realized it. Maybe he didn't love her, just convinced himself he had. She continued thinking along those lines, only working to depress herself even further.

She was interrupted out of her thoughts when John tapped her on the shoulder. She turned and stared at him.

"I think Steve wants to talk to you." He murmured with amusement, gesturing in his direction.

"What makes you say that?"

"Well either that or he thinks I'm being rude by ignoring my date. Which is amusing considering I was planning on going home with someone else tonight. I wonder what the good Captain would think of me then?" he grinned in amusement. "Okay it's probably both. The puppy dog look he's been aiming at you this entire time is just sad to look at. You should go talk to him."

"No!" she shook her head vehemently. "I'm not going to talk with Steve."

"Look we both know that he has no interest in Sarah. It's clear that the two of you have something going on." He plowed through her denial. "Look Maria, I have never seen you interested in anyone, and that includes me, in all my years knowing you. He wants you, you want him, why complicate things? Now go talk to him. He looks ready to kill me and its making me uncomfortable."

Maria sighed figuring it couldn't hurt to talk to Steve and clear the air. Maybe she could actually get some answers from him. So she got up and sat beside Steve, unable to resist the urge to sit close. He froze and the blush on his face was absolutely adorable. He seemed to be looking for something to say, completely unaware that his mouth was opening and closing without a single word escaping. It made her bold to see how much she still affected him. This wasn't Captain America she was facing, it was Steve Rogers.

"You look good tonight, Steve." And she wanted to die in embarrassment. It wasn't what she'd planned to say but it was true. His tux was custom made and it fit him perfectly. His hair was parted and smoothed down with hair gel. She wanted to run her fingers through it and mess it up. He looked his best just after a mission, his hair rumpled from his mask. It reminded her that he was human, even with all the added strength and speed he'd received after Dr. Erskine's injection.

"Thank you?" His face betrayed his surprise, eyes widening and cheeks flushing at the unexpected compliment.

"What I mean, is that you should wear a tux more often. It suits you. But your hair…"

"My hair?" he asked confused. "What's wrong with my hair?" His hands went to his head automatically, smoothing any imaginary hair that was out of place.

She lifted her hand without thinking, sinking her fingers into his hair before she realized what she was doing. They both froze as their fingers touched. "May I?" she asked quietly. He gave an imperceptible nod and she continued, raising her other hand to join the first.

He remained frozen under her touch but she ran her fingers through his hair gleefully mussing his hairdo. His head tilted towards her, giving her easier access. She started to knead his scalp gently and they were both surprised at his low moan. Their eyes met as she dragged her nails across the nape of his neck. His eyes went from wide-eyed surprise to lust in less than a second. She smiled at his uninhibited reaction to an almost innocent touch. Their faces got closer together, their breaths mingling. They were interrupted by a loud cough.

Maria pulled away, her face flaming as she became aware of their audience. She dared to look around and groaned as everyone was staring at the two of them intently. Bruce had his mouth open and only closed it when Natasha patted his chin gently. Natasha and John shared equal expressions of amusement. Sarah couldn't seem to decide if she wanted to be amused or envious, her confused expression darting between the two of them. Pepper looked slightly disturbed, her eyes boring into Maria's, laced with a warning. Last but not least Tony looked simply bored. He was the only one to speak.

"We're here, but you guys were too busy being weird to notice. Seriously Steve? Getting turned on by being pet like a dog? And by Maria Hill of all people?" He rolled his eyes, seeming to have forgotten his earlier statement that Maria was better suited for Steve than Sarah. "Lame." He exited the limo and pulled Pepper out with him.

Maria and Steve were the last to exit the limo. Steve's head was still ducked in embarrassment, or so she thought. She was about to get out of the limo when Steve grabbed her arm.

"What was that?" His tone was carefully neutral.

"What do you mean?" Maria asked confused.

"I mean, what was that?" Steve suddenly demanded. He lifted his eyes and Maria pulled back, surprised by the frustration in his eyes. "What was the point of that entire thing? I don't understand. Are you playing with me?"

"Playing with you?" Maria was dumbfounded. "Why the hell would I do that?"

"You tell me," Steve insisted stubbornly. "Because I don't get you. I've been trying to get close to you for weeks and you know it. You've made it clear at every turn that I'm not welcome. I get reprimanded by Fury but I still couldn't let go of the idea of us together. I tell him…" He paused and grabbed her chin forcing her to look him in the eyes. "I tell him what I feel for you. And the thought of that clearly made you so miserable you cried." He let his hand drop to his side as he looked away from her. "I'm trying to move on but then you do something like this. You've never touched me voluntarily, not once! And now suddenly you're eager to? I don't understand what I am to you."

Maria was elated at his misery. It was a completely inappropriate reaction but to hear that he'd back off because he thought she didn't want him relieved her beyond belief. He hadn't wanted to give up but he was trying to be a gentleman in his own way. That didn't mean she didn't want to punch him for choosing not to confront her over it. The important thing was that he still wanted her. And she wasn't about to waste another chance.

She cupped his face and pulled it upwards. The misery and confusion in his eyes made her tear up. "I'm sorry." She rested her forehead against his. I'm sorry that I was too stubborn to admit that I had feelings for you. I'm sorry I'm a bitch. I'm sorry that I was so focused on my own issues and doubts that I let you believe for even a second that I didn't want this." She wrapped her arms around his neck and sighed. "I want this Steve more than you know but I'm afraid that you're going to realize one day that I'm not the woman you want. I'm not Peggy."

Speaking that last sentence aloud made her realize what her real issues had been about all along. She didn't want to be second best in anyone's eyes. Steve's love for Peggy had never been a secret. He'd been found with a locket containing her picture around his neck. She was afraid that she could never compare to the woman that was a trailblazer in her time. A woman she'd met who had been warm and caring and whose eyes had filled with regret at seeing Steve still so young while she'd been forced to grow old without him. She was a widow, with children and grandchildren but even Maria had seen that Steve was the one that got away. Peggy was the love of his life. So what did that make her?

Steve didn't say anything for a few moments, instead wrapping his arms around her waist. When he finally did speak his voice was hoarse, his words quietly spoken into the air between them. "I was convinced that Peggy was the love of my life. I carried her picture around with me everywhere I went to sleep every night dreaming of what our future would bring. The world we lived in was fast-paced, filled with battles and death and unending mission after mission. Weeks would pass where I didn't see even a glimpse of her. Of course I missed her. But I wonder now if that was love. She represented the dream. She was my ideal woman, strong and brave and beautiful. I was convinced that after the war we would settle down, share the American dream of a white picket fence, with a steady, unexciting job separate from the war we'd fought so hard to win. I wondered how many kids we would have, hoping that even one of them might be named after me. It was a foolish dream but I didn't realize that at the time. I was never going to be just Steve Rogers, your average working man and Peggy would never have settled for a normal life. My death was a blow to her but she moved on and it took her years to retire from the life of espionage and politics and war. She never wanted a normal life and that was where we might have fell apart. I don't know what could have happened and I choose not to dwell on it. I do know that what I felt for Peggy was only a fraction of what I feel for you. What I feel for you isn't blinded by some fantasy, isn't based on minimal interaction. I've seen you at your worst but what I feel hasn't changed. You will never be Peggy to me, because Peggy could never compare to you, Maria Hill. _You_ are the woman I love."

She had tears in her eyes as she tugged his head down to hers. He froze for a second as her mouth pressed against him, coaxing his lips open. She could taste the salt of her own tears mixed with his unique taste. He finally kissed her back, hesitant as he slipped his tongue into her mouth. She moaned in frustration as she tried to press closer and was hindered by their awkward position. He seemed to be on the same wavelength. In a move that surprised her, he tugged her onto his lap, her legs bracketing his waist. The new position felt like heaven as she could finally feel just how much he wanted her. His hands tugged on the band that held her bun in place and it snapped under the pressure. He sunk his fingers into her hair, tugging her even closer. She couldn't breathe but it didn't matter, as long as he didn't stop kissing her. Her hips ground down without conscious thought and he pulled away from with a groan, his body shuddering.

"_Maria_." She loved the husky timbre of his voice, his deep baritone giving way to a passionate rasp as he tried to catch his breath.

She didn't give him more than a few seconds before she dived back in, needing his taste on her tongue, his body rocking against hers. She was so close already, with only a few heated kisses and the tight press of their hips together. She could tell he was close to. One hand fell to her hip and dug into her skin almost painfully as the other hand tugged on her hair with demand. She needed him, throwing away caution with reckless abandon. This wasn't her, but she couldn't seem to help herself. She rocked her hips again as she pulled away for another gulp of air. He took that moment to press open-mouthed kisses along her neck. She tilted her head to give him better access as started to nip at her collarbone, his tongue soothing the red marks he left behind. Where the hell had he learned to do that? For a second jealousy peeked through the fog of lust that clouded her mind. Who the hell had he been kissing? She started to pull away but the hand on her hip banded around her waist and he simply tugged her closer.

She was beginning to lose herself again as his mouth returned to hers.

_Tap. Tap. Tap._

They both jumped, Maria tumbling backwards out of his lap and hitting the back of her head on the other seat. She laid there for a stunned moment her eyes meeting Steve's. It was clear from both of their appearances what they'd been doing. Hell, whoever was outside probably_ heard_ what they were doing. She quickly sat on the seat she'd fallen against, frantically trying to smooth her hair. Steve was the one to slide the window open just a fraction to see who it was. Thankfully it wasn't any of the team. It was their irate looking limo driver. Apparently he'd been waiting for them to get out so he could park and he was now out of patience. Maria blushed, digging through her clutch for an elastic band and some clips to fix her hair. Steve reassured the man they'd be out in a second and he too started to fix himself. He avoided her eyes as he smoothed his clothing and tried to flatten his unruly hair. She smiled at his pointless attempts as she checked her appearance out in her compact. Her lip gloss and eyeliner needed a touch-up and her hair was mussed but manageable. It was the red marks on her neck that she was going to have a hard time explaining. She glanced again at Steve who was watching her with a tender expression. Her breath caught and she decided right then to screw it. Let people make whatever assumption they wanted. It was worth it to see the adoration in his eyes. She shoved the door open and slid out. Steve followed close behind, slipping his arm around her waist possessively as they approached the front doors.

**Abrupt ending? Yes, I know but this chapter was getting waaay too long.**


End file.
